UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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Item 3.02. Unregistered Sales of Equity Securities.
Since May 13, 2025, Microbot Medical Inc. (the “Company”) issued an aggregate of 1,480,504 shares of its common stock, par value $0.01 per share (the “Shares”), upon the exercise of an aggregate of 221,062 outstanding Series E preferred investment options (the “Series E Options”) and 1,259,442 Series F preferred investment options (the “Series F Options” and, collectively with the Series E Options, the “Options”), by the holders of the Options. The exercise price per share of the Options was $1.50, generating gross proceeds to the Company, before deducting placement agent fees and expenses, of approximately $2.22 million.
The Shares were issued pursuant to the exemption provided in Section 4(a)(2) under the Securities Act of 1933, as amended, as transactions by an issuer not involving any public offering.
Each of the Shares underlying the Series E Options were registered for resale by the Company on a Registration Statement on Form S-3 (Registration No.: 333-276487) on behalf of the holders of the Series E Options. Each of the Shares underlying the Series F Options were registered for resale by the Company on a Registration Statement on Form S-3 (Registration No.: 333-280113) on behalf of the holders of the Series F Options.
Item 7.01 Regulation FD Disclosure.
On June 17, 2025, the Company issued a press release announcing that it has been granted a patent in China by the China National Intellectual Property Administration (CNIPA), a key step in the Company’s global IP expansion strategy. The patent covers the robotic manipulation of a surgical tool handle.
The press release, which is furnished as Exhibit 99.1 to this Current Report on Form 8-K, is incorporated herein by reference. The information in this Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will not be deemed an admission as to the materiality of any information in this Item 7.01 or Exhibit 99.1.
Item 8.01 Other Events
The Company’s intellectual property with respect to the LIBERTY® Endovascular Robotic System, with the addition of the granting of the Patent referred to in Item 7.01 above, now includes nine patents granted globally.
Item 9.01 Financial Statements and Exhibits
Exhibit | Description | |
99.1 | Press release | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
MICROBOT MEDICAL INC. | ||
By: | /s/ Harel Gadot | |
Name: | Harel Gadot | |
Title: | Chief Executive Officer, President and Chairman |
Date: June 17, 2025